Post-Petition Bankruptcy Financing Evaluating and Documenting DIP Financing and Obtaining Cash Collateral and Financing Orders

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THURSDAY, FEBRUARY 23, 2012

Presenting a live 90-minute webinar with interactive Q&A

Michael M. Eidelman, Partner, Vedder Price, Chicago

Erika L. Morabito, Partner, Foley & Lardner, Washington, D.C.

©2012 Foley & Lardner LLP • Attorney Advertisement • Prior results do not guarantee a similar outcome • 321 North Clark Street, Chicago, IL 60654 • 312.832.4500

ERIKA MORABITO

PARTNER

EMORABITO@FOLEY.COM

3000 K STREET N.W. SUITE 600 WASHINGTON, DC 20007-5109

(202) 295-4791

Erika L. Morabito is a partner at Foley & Lardner LLP and co-chair of the firm’s Washington, D.C. Litigation Department. Ms. Morabito concentrates her practice in bankruptcy, creditors’ rights, debtor reorganizations, and out-of-court restructurings. She represents chapter 11 debtors and creditors' committees, and frequently advises and represents clients in creditors’ rights litigation, out-of-court restructurings and the purchase and sale of assets under the Bankruptcy Code. In addition, she works in the areas of complex commercial litigation, commercial real estate, including foreclosures, FDA litigation, and loan transactions.

Ms. Morabito is a member of the Bankruptcy & Business Reorganizations and Business Litigation & Dispute Resolution Practices. As a member of Foley’s Recruiting Committee, she also serves as one of the hiring partners in the Washington, D.C. office, and is a member of Foley’s Alumni Advisory Counsel. Ms. Morabito also serves as co-chair of the Women’s Retention Initiative, which supports an increase in women in leadership positions throughout the firm.

Ms. Morabito has extensive experience representing individuals, officers and directors, businesses, financial institutions, corporations, partnerships and other entities involved in commercial transactions, bankruptcy and litigation matters. Additionally, she has represented debtors, creditors’ committees, and secured and unsecured creditors before the Federal Bankruptcy and District Courts, as well as clients in loan workouts, lender liability claims, arbitrations, foreclosure proceedings, and contractual dispute resolutions.

In addition to her bankruptcy and restructuring work, Ms. Morabito has been involved in a wide variety of complex commercial litigation cases in both state and federal courts throughout the country, including business tort, breach of contract, employment, large commercial collection, FDA, construction litigation, and non-compete actions. She regularly practices in the state and federal courts of the Commonwealth of Virginia and actively litigates in several courts throughout the country.

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Representative Matters

Represented National Heritage Foundation, a large non-profit organization, in Chapter 11 proceedings in the Eastern District of Virginia (In re National Heritage Foundation). Representation includes Chapter 11 post-petition claims and defending the Reorganized Debtor in various appeals arising out of the bankruptcy proceedings before the U.S. District Court for the Eastern District of Virginia and the Fourth Circuit Court of Appeals.

Served as lead counsel in representing a reorganized debtor against its insurance company for bad faith claims resulting in the bankruptcy filing. Achieved a multi-million dollar settlement, well in excess of policy limits, on the first day of trial.

Served as lead counsel in defending Texas Capital Bank in an adversary proceeding filed in the U.S. Bankruptcy Court for the Eastern District of Virginia. The complaint alleged damages of $8.5 million dollars for actions arising out of a Ponzi scheme and included fraudulent conveyances and preference actions. The case was settled for $162,000, less than 2% of the demand in the complaint.

Serves as outside general counsel to Airlines Reporting Corporation (ARC), advising on numerous issues involving litigation and arbitrations, compliance with OFAC, data privacy, data security, FTC, and tax regulations, trademarks, e-commerce, bankruptcy, and drafting and enforcing contracts. In addition, Ms. Morabito has represented ARC in numerous complex commercial litigation and arbitration matters throughout the country, including in the U.S. District Court for the Eastern District of Virginia, the Supreme Court of New York, and Arlington Circuit Court.

Served as lead co-counsel on behalf of Distinctive Apparel Inc., a DIP Lender and stalking horse bidder, in In re Women’s Apparel Group LLC in U.S. Bankruptcy Court for the District of Massachusetts.

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Regularly assists clients with the acquisition of insolvent companies, including advice regarding the dischargability of past and future environmental liabilities, effect of mergers and acquisitions, licensing issues, and the implications of a future bankruptcy filing.

Represented secured and unsecured creditors, including landlords, in connection with large bankruptcy filings in the Eastern District of Virginia, including In re Circuit City Stores, Inc, In re Land America, and In re Movie Gallery, Inc.

Served as lead counsel to a consortium of some of the nation's major airports in In re US Airways, In re United Airlines, In re Aloha Airlines, In re Delta Airlines, and In re Northwest Airlines, the last two of which were mega-cases filed in the Southern District of New York.

Served as lead counsel to Arcadia Aviation WEY, LLC, a leading charter and aircraft management firm, in proceedings in In re Southlake Aviation, LLC, a case in the U.S. Bankruptcy Court for the Northern District of Texas.

Advised unsecured and secured creditors in connection with various bankruptcy filings of airlines, including In Re US Airways Group, Inc., In re Mesa Air Group Inc., In re Ambassadors International, Inc., In re Japan Airlines Corporation, In re EOS Airlines, Inc., In re Compania Mexicana de Aviacion, S.A. de C.V., and In re Air Baltic.

Served as counsel to troubled holding companies, including Intermet Corporation and Venture Holdings, LLC.

Served as counsel to the debtors in several chapter 11 bankruptcy cases pending in the District of Delaware, including In re ProxyMed Transaction Services, Inc. and In re Diamond Glass, Inc.

Served as counsel to the Official Committee of Unsecured Creditors in chapter 11 cases pending in the District of Delaware, including In re Fluid Routing Solutions, Intermediate Holding Corp.

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Served as counsel for the Official Committee of Unsecured Creditors in In re Lancer Partners LP, a hedge fund chapter 11 bankruptcy case pending in the Southern District of Florida.

Served as lead counsel to various members of Official Committees of Unsecured Creditors in several large bankruptcy proceedings throughout the country, such as In re Federal Mogul and In re Touch America.

Ms. Morabito frequently lectures on various bankruptcy and litigation topics for the Arlington Bar Association, the Virginia Bar Association, the District of Columbia Bar, and various national bar associations. Her publications and presentations include:

"Post Petition Bankruptcy Financing," Strafford seminar, February 23, 2012

"Post-Petition Secured Financing," Central New York Bankruptcy Bar Association’s Sixteenth Annual Bankruptcy Conference, November 11-12, 2011

"Debtor-in-Possession and Exit Financing in Today’s Market" a chapter in Aspatore Books’ Debtor-in-Possession and Exit Financing; Leading Lawyers on Securing Funding and Analyzing Recent Trends in Bankruptcy Financing (Inside the Minds), February 2010

"Poker and Chapter 11 Plan Stonewalling: Know When to Hold’Em and Know When to Fold ‘Em," Bloomberg Law Reports – Bankruptcy Law, September 2010

In addition, Ms. Morabito serves on several judicial interview panels and makes recommendations for future appointments of judges in the Commonwealth of Virginia.

Ms. Morabito is a member of the American Bar Association, the American Bankruptcy Institute, the Virginia Bar Association, the Arlington County Bar Association, the Fairfax County Bar Association, the Walter P. Chandler American Inn of Court, the Northern Virginia Bankruptcy Bar Association, the Northern Virginia Women's Bar Association, and the District of Columbia Bar.

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Ms. Morabito is admitted to practice in the District of Columbia and Virginia, and before the United States Supreme Court, the U.S. Court of Appeals for the 4th Circuit; the Supreme Court of Virginia; the U.S. District Courts for the Eastern and Western Districts of Virginia; the U.S. Bankruptcy Court for the Eastern and Western Districts of Virginia; the U.S. Court of Appeals for the District of Columbia; and the U.S. District Court for the District of Columbia.

Ms. Morabito received her law degree from Syracuse University College of Law (J.D., cum laude, 1999) and her undergraduate degree from Oswego State University (B.A., magna cum laude, 1995), where she was also an NCAA scholar athlete.